Scatterbrained
by Akumokagetsu
Summary: Her mind a blur and her memories but a distant shadow, Fluttershy delves deeply into Ponyville in attempt to pick up the pieces and discover who she used to be. But not all is as it seems in the shrouded village, and everypony Fluttershy meets seems to be keeping secrets of their own... Secrets best not remembered, if only for the sake of sanity.
1. Cold, Hard Light

**Author's Note:**

We make up horrors to help us cope with the real ones.

~ Stephen King

0-0-0-0-0

What is light if not a symbol of suffering?

It is into the light that we all go each day rather than into the night. It is the light that reveals the awful truth that the darkness so kindly conceals from us so that we may sleep in peace, never knowing what horrors lie just beyond our fields of vision. Even when we die, there are tales of 'going into the light'.

To see that light is to experience death itself, but also to live. It is to understand even when it's painful. Sometimes, we see things in the light that aren't nearly as scary as the shadows would lead us to believe. Other times, however, there are things that are better left unseen by anypony at all.

There are some things that you don't ever, ever forget.

I am chained to my memories, even if I can't remember them. They hold me down, tether me to this nightmare that just never seems to end. I would break them, if I could. Knowing now what I didn't then, I would gladly have simply given up. It would have been so much easier than this slow decline into madness.

My name is Fluttershy, and this is the story of how I lived, how I died, and how I lived again.

0-0-0-0-0

I don't know quite what it was that first woke me.

I clearly remember waking up drenched in a cold sweat, clinging to my sheets as the heavy sound of my own breathing bounced back at me. It took me a few moments of just lying there, staring wide eyed up at the ceiling in the dark and letting my heart slow down, the beating in my ears nearly drowning out the sound of my rapid breath.

Waking up in the middle of the night, scared and confused. It may not be my most amazing or memorable memory of all, but it certainly is influential. It's lodged itself in my brain; or what's left of it at this point. That pivotal moment in utter silence, clinging to the sheets and desperately trying to remember what I had been so afraid of.

And then the growing fear when I couldn't remember anything else.

Fear is definitely one of my biggest fears. I'm not proud to admit it, but quite a lot of things scare me really badly. Especially sharp, loud noises, but that's more startling than it is scary. But that in turns leads to me getting scared, and… well.

When I'm afraid, I break down. I can't help it. It's humiliating and embarrassing, and makes me a little queasy and shaky – even just thinking about it puts my nerves on edge. And when my first and only memory that I could recall was fear, I latched onto it knowing full well that I would regret it and being utterly powerless to stop myself from doing so.

I don't know how long I stayed in bed, shaking and whimpering like a little filly. Please don't laugh at me, it really was traumatic. I didn't know where I was or how I got there, how long I had been there or why; all I could do was hide under the blankets and squeeze my eyes, wracking my brain for anything at all.

I must have fallen back asleep at some point or another, because I awoke in the same muddle of blankets that I curled up in. The same wooden interior of the cottage, the same moonlight pouring in through the window and leaving a brilliant white square on my floor. It hadn't even moved, leading me to wonder just how long I had been asleep – if at all, that is.

It was staring at that little patch of light that it hit me, that it _was _my floor. It was all too familiar not to be, my little bedroom in my little cottage. _My _cottage. It was little clicks and pops in my memory, tiny fills into that terrifyingly large gap that urged me on, partially. Maybe it was curiosity that led me out, or maybe just fear of relapsing into that same shaking fit as before. I don't remember anymore.

Either way, something more than I could quite comprehend led me out of that cottage, and turned my entire existence into a veritable Tartarus, a living hell.

I searched the cottage first, even though it was dark. I couldn't seem to find any candles, even though I was sure that some should have been nearby. I went through room after room, my hooves barely making a whisper as I tread throughout the whole darkened area. I was almost positive that I was looking for something, or somepony. That growing feeling of desperation a filly gets in search of her mother when she can't be found, clawing at my belly and up into my throat until I thought that I was going to be sick.

The feeling of helplessness.

I was on my… fourth? Fifth? Maybe fifth search of the cottage, still frantically digging through belongings that I didn't recognize when I noticed the difference.

For one, the clouds must have been covering the moon, because a subtle darkness shifted over everything. I had to squint just to see my own hooves, though I thankfully didn't lose my sense of direction. I can only try to avoid imagining what might have happened if I did.

I stumbled around for a bit, feeling my way over the cold floor and toward the front door from the living room; bumped my knees on the coffee table, too. It hurt pretty badly, which pretty much eradicated the faint hope that I might have been dreaming. I don't know quite what it was, and I really don't want to know.

No sooner had I recovered from the bump on the coffee table that I heard a light, rapid skittering.

I almost could have attributed it to little foal's hooves, but it was too fast for that. Almost like a spider. Albeit, a very, very large spider.

It scratched its way across the floor just behind me, shuffling away beneath the sofa. Suddenly stricken with the urge to climb onto the coffee table to avoid the thing, I peered hard in the dark for what it might have been. Nothing was seen, although I think I spotted a small lump under the couch. It only made me wish for those candles even more.

"Angel?"

Those were the first words out of my mouth that I remember speaking, and my voice was scratchy and hoarse. Hard to believe that my own voice made my heart pound so loudly, but it did. Maybe it was in conjunction with that thing that I couldn't quite see, lying unmoving beneath the sofa.

I think it was just the word itself that brought back a single flash of memory – white, soft and fuzzy. Pleasant and warm, small and kind.

It wasn't anything like what was under there.

Upon my speaking, the… _thing _skittered even more loudly than before, right towards my face. I jerked back, very very quickly assured that I did not want whatever it was anywhere near me. I don't know if it chased me or not, but I yanked open the door to the cottage and hightailed it out while I could. It was one of those dreamlike moments where I was running from something in a nightmare, and my legs felt like jelly. I suppose that's just what fear does to anypony, though.

I wish I'd never left. I wish I'd never stayed, sometimes I wish I'd never woken up.

_Don't look at it._

I ran right out into the dark, all precaution thrown to the wind. And believe it or not, the moon was right back out again, just as bright as it had been before. Oddly, the light didn't quite seem to touch the ground at any point, and there was a light mist that sprawled up around me the further I ran. Wings clamped tightly to my sides, breathing heavy and labored as I struggled onward over cold, sturdy ground. You can guess pretty easily how I managed to get lost in the fog, and how I learned my first lesson.

Don't ever, _ever _act on your fears.

I think it's just an unspoken rule of the universe, one that preys maliciously on the unwary like a wild beast. You can be afraid. You're supposed to be afraid, and you might fight against your fears or hide from them, but don't ever, ever let them catch you running away. You'll only go in circles, just like I did. Straight lines, all in circles. Circles within circles within circles.

When I'm afraid, I panic. I just can't help it, it's a part of my being and was ever since I can remember. And when I panicked and ran, the horrible images of slithering tendrils of fog wrapping around my throat as I ran, it only urged me on further. I must have ran until I stumbled and my legs gave out, I was sobbing and crying and scared and confused all at once, practically dragging myself at some point just to keep going away from whatever it was that I was running from and couldn't remember.

I wound up back at the cottage.

_Mommy?_

_Please – please, come back!_

I can't tell you just how mind bogglingly terrifying something logically impossible like that can be when you least expect it. If it had been in pretty much any other circumstance, I might have had a better reaction than to just stand there gaping at my own cottage in dim surprise and confusion. It might have been that slap to the face of reason that snapped me out of it, that random bit of chaos when everything else was fog that shook me out of my fear. A little bit, anyway. Don't think that I was brave all of a sudden, because I wasn't. Oh my goodness, no.

I certainly stood there, right in front of my cottage for a good long while. It didn't look any different than normal; what I thought was normal, anyway. Shutters drawn tightly, front door mat dusted neatly and the potted plants outside the windowsill dancing lightly in an unseen breeze. For something that seemed so normal, it shook me pretty deeply.

I definitely pulled myself together a little more after that, but not by much. I wiped my eyes and gave a few shakes to straighten my mane, steadying my breathing even though I was still trembling. It was pretty clear that it wouldn't do me any good to run back, because then I'd probably just wind up back at the cottage.

And that thought right there betrayed me, because even knowing that something that jarring was waiting for me threw me off from opening the front door. I stood on that mat for who knows how long, just hanging onto the handle. I might have even gone inside, if I hadn't heard the whispering.

I blinked in surprise, looking around me and seeing only the slowly dwindling fog and waving tall grass. Equally curious as I was fearful, I slipped a little closer to the door and pressed my ear upright against it, listening closely. It was definitely whispering, like it was just on the other side of the door. I couldn't quite make out what was being said, or even if it was a mare or stallion's voice. It was… familiar, though.

My head was still pressed tightly against the door, and I squeezed the handle tighter when I gradually realized that the whispering hadn't just gotten fainter and fainter… it had stopped completely.

**_BANG!_**

I screamed when the front door shook loudly, rattling heavily against the iron locks that had been installed out of fear of prowlers. I don't know how I knew it, but I did. Locks that were just on the other side, heavy ones that were being shaken and jarred with a viciousness that rattled the whole door, banging and clanging with frightful strength.

At that point, I didn't care if there was another identical cottage waiting for me anymore, I was point blank too terrified to even touch that door to do anything other than go. Not run or flee, nothing in particular on my mind but go. Just _go._

I made my way in the same direction that I had come from, carefully picking out a small dirt path in the middle of the shoulder tall swaying grass. That noise – that horrible noise seemed to follow me the further I went, getting louder and louder as I progressed down the path. There must have been some point that it stopped though, but I didn't. I didn't stop, I didn't so much as slow down or look back.

I didn't want to ever see that cottage again.

It fell silent after a while, leaving me to just the sound of my own breathing once again. I was sure to clamp my muzzle shut, trotting slowly and surely down the tiny path. The fog started to pick up again, dancing nimbly over the grass like ballerinas made of smoke, pirouetting and twirling in tune to the composition of the breeze.

It was almost peaceful, in a way.

_Can you see them, too?_

If I could forget about the constant nagging urge to look over my shoulder, if I could just stop for a moment I almost felt as if I could hear pleasant singing somewhere in the distance. Like a lilting song being whispered along with many others who had long since forgotten the words.

Of course, right when I began to go a little more slowly and let my guard down, I regretted it.

I had just started to go up a small incline at the beginning of a hill, the little dirt path in the grass growing smaller and smaller as I progressed when my hoof thumped against something hard. At first, I thought it was just a bit of bark or small log, because it sounded hollow. It wasn't until I touched the second one that the moonlight shining off of it showed me that I had kicked a pony's skull.

My hooves flew up to my mouth in horror and disgust, which I instantly regretted as well. I'm not really afraid of germs, but the thought of putting the same hooves that had been touching a skull near my mouth made me feel ill. I shied away from it quickly, all captivation with the little clearing completely sucked away. Picking up my hooves and trotting faster, I made the cardinal mistake of throwing a single glance over my shoulder, certain that I was being followed.

The moment I turned my sight away from the path, something bit me in the flank. Hard.

I squealed in pain, slapping it away – nearly like a large hornet had stung me, but it hurt far too much for it to be a bug. Drawing a hoof away showed a glint of blood on my hoof, which only served to make me panic again and rear up in terror, galloping as hard as I could up the path.

Or what I thought was the path, anyway.

I don't know if I was just mistaken and lost my way in the bout of fear, or if it really had vanished the moment I took my eyes off of it. For all I know, it could have been either. Maybe both. Regardless, I wound up with a face full of grass as I ran, spitting out surprisingly bitter green stalks. They were also sharp, and slapped at my face the harder I ran, cutting me in several places. On my face was the worst, though I tried to keep my eyes shielded as I ran.

It wasn't as if I could stop running. Not with something nipping at my heels the whole way.

The same awful skittering came after me as I ran, breath catching in my throat as I pushed myself faster and faster, biting back screams as painful, sharp jabs snapped at my heels. One of them even managed to nick my wing, and I veered off stumbling and tripping in my fervor to escape.

The only thought going through my mind was to get away.

If only I could just get to the path again. If I could just find the path, if I could just get to that little patch of dirt, I would be okay. It was almost like a game colts and fillies might play, finding the safe place. The thought alone made me a little giddy, the insane urge to giggle while fighting back screams of pain mingling with my thoughts. I tripped again, one of the unseen assailants ripping at my leg. I screamed automatically, kicking hard as more of the things swarmed around, urging me on again.

I wished then that I could have simply flown away, that I weren't so pitifully afraid that my wings were clamped to my sides like glue.

But that's just what fear does to me.

I can't quite think properly when I'm afraid, I wasn't thinking right then. I cried and ran, terrified that I would soon be joining those awful piles of bones sitting around. Things that used to be ponies.

I don't think I've ever been so glad to see dirt in my whole life.

It was moonlight that threw a wonderfully bright blanket onto the road ahead of me, like salvation offered to the imprisoned.

I was weeping openly by the point I scrabbled weakly onto the wide dirt road, kicking and flailing pointlessly at empty air as I strained to keep going. Anything to keep going, anything to stay away, anything to keep running. My heart pounding irregularly as my muscles clenched and squeezed painfully, like I was still in danger.

And thinking back, I felt downright silly. Like the road would actually protect me, even though it was just a plain old road.

But nothing followed me from the tall grass, the same cool breeze wafted the same fog over everything. It was all silent and peaceful again, and all I could do was lie there and cry into my hooves, shaking and quivering like a frightened foal.

I probably would have stayed there longer if it weren't for the constant nagging fear of being followed by whatever had been in that grass, and it wasn't long before I was dragging myself onward again. What else could I do?

I hadn't gone far before the pain really started setting it, of the nicks and cuts, and worst of all, the bite marks.

Round, circular little things all up and down my hind legs, as if leeches with legs had gotten ahold of me. All I could really do was take inventory of the wounds, limp on and steady my pace so that my legs wouldn't give out beneath me.

The thought of collapsing helplessly for those… things definitely helped to keep me going.

It wasn't as if I had a lot of options; both ends of the road were exactly the same, cloaked in shadow and fog that the moonlight again didn't quite seem to touch. I even started going back the way I came, uncertainty making the back of my neck prickle that maybe I was going further into danger when I spotted it.

I could see her really clearly from where I stood, hanging just outside the fog. A little yellow pegasus filly with bright pink mane, a lot like my own. Hers, however, was ragged and filthier than even my own, I could tell that at a distance.

"Mommy?"

I started toward the filly, though I don't really know why. Something about her just seemed… off.

"H-hello?" I called out, cautiously drawing nearer to the scared filly. "Little filly, are you okay?"

The filly turned toward me then, eyes wide with concern and dread. I had almost gotten close enough to touch her that she bolted away, galloping away at top speed.

"No, wait!" I shouted after her, and even I thought that my own voice was scary. Maybe she wouldn't have run even faster if I hadn't shouted after her. But it wasn't as if I were thinking when I did it, I only called after her out of selfish fear of being left on my own again. I trailed after her, her bobbing pink tail slowly vanishing in the fog as I chased her.

"Wait, come back!" I pleaded, desperate not to lose sight of the filly. "Please – please, come back!"

I pounded the ground with all my might, more determined than anything else. I even managed to free up my wings a little bit, using them for momentum to push myself faster. I was completely out of breath before long, and she had still outrun me, even though I really felt as if I should have caught her. Maybe things would have ended differently if I had.

I broke out of the fog without warning, contrails of mist hanging off my body like the wrappings of a ghost. Head whipping about in panic, I searched long and hard for that filly; there was no sight of her amongst the outskirts of the town.

Only a few boarded up, broken windows and a little worn sign that was so scratched up that I almost couldn't read it. There was a little light just underneath it, though, illuminating it like it was being presented just for me.

_Ponyville. Population – ._

That last part was far too scratched and marred for me to read it, having been scarred beyond recognition. I don't quite know why it made me so uneasy.

0-0-0-0-0


	2. Feeling Good

0-0-0-0-0

I don't think I've ever seen a place more despondent and miserable than Ponyville.

The hazy fog didn't seem to pervade the town quite as badly as everything else, but it definitely wasn't staying out of the village. It was more like a thick portion of the mist strayed around Ponyville's borders, a bit like a timberwolf circling prey. I didn't like the thought at all, and after throwing a few more looks over my shoulders, I pressed on.

The town really was a wretched looking place, and I was more convinced of such the further I walked. I say 'walked', but in truth it was more of a trembling forward crawl that had been sped up a bit because I was too afraid to stand still. So many boarded up holes, wooden planks slapped up over doors and windows. Many, if not all of them looked to be hastily done, and vapor trails slithered across the ground like luminescent snakes that parted just for me.

I can't really say that it was the kind of welcome I wanted or needed, but it's what I got.

The streets were mostly dark, except for a dim streetlamp light here and there in the distance. There was a single candle set outside a little shop on one of the street corners, and since I was firmly decided against trekking through the dark to reach one of those streetlamps, I picked my way through a bit of rubbish to get to the shop.

I had no idea why there seemed to be so much junk lying about in the street, before I realized that it all appeared to have been stacked and lined up along the outskirts of Ponyville.

Almost like a barricade.

_ Didn't do them any good._

I pushed those thoughts right out of my mind, shaking off the creeping sensation that I was being watched. There was still no sight of the filly as I finally approached the shop, with a dirty little sign out front labeled _Carousel Boutique._ There was something about the sign swaying back and forth that drew me to it even faster. Maybe it was the moonlight, maybe I was just too eager to get out of the night air and put solid walls between myself and whatever I was sure was still following me.

I berated myself, almost as an afterthought, for not even knocking before pushing my way right into the place.

I jumped at the painfully loud ringing going off the moment I opened the door, the bell clinging and clanging wildly as it was struck by the wood. I cringed with every single chime, eyes adjusting to the low lighting in the boutique.

Candles had been strewn around, although about half seemed to have been blown out or burned too low to function. Long shadows were cast over the entrance, leaving the remainder of the high ceilinged shop in shadow. I blinked a few more times, the door latching far too loudly behind me as I caught my breath.

"A-anypony home?" I called out weakly, and cleared my throat. Much to my surprise, somepony actually answered.

_"Co~ming!"_ a singsong, squeaky voice answered from somewhere on the second floor, echoing all the way down to me. At first I found it a little hard to believe that anypony had heard my pitiful call in the first place, but it occurred to me promptly afterwards that it was probably just the bell that had been heard, and I was worrying for nothing.

But of course it wasn't for nothing. What kind of pony holds an open shop while seemingly everything else is boarded up and abandoned…?

I didn't have much more time to contemplate, as the trotting down the stairs alerted me to the owner. My heart sped up at the sight of the filly, but it clearly wasn't the one that I had seen before. It was a small, pale white unicorn with a pink and purple interspersed wet mane. Bright pale green eyes shone out like lights from her thin face, but her smile was large and warm.

"Hi there!" she squeaked pleasantly, marching right up to me fearlessly. "What'cha doing in _Carousel Boutique?_ Not feeling pretty today?"

I stared at the sopping wet filly for a moment before shaking my head violently. I don't know why my mind went so blank when I tried to recall, but I felt stupid.

"Um… I don't really know," I answered truthfully. "I-I'm not really s-sure of-of much of anything, really."

"Ah, you'll be ready in no time at all, Fluttershy!" she slapped me roughly on the shoulder with a strength far too great for somepony of her size. "No time, no time at all."

I resisted the urge to shove her wet hoof away, suspicion tingling up my spine as I fought the simultaneous impulse to look over my shoulder, even though the door was firmly closed. I hoped.

"Oh, my. It seems that you-you already know my name," I pointed out politely, to which the filly only beamed even wider. Too wide. Too much for the smile to be natural.

"Well, of course I do, Fluttershy!" her face contorted into that too-wide grin again. "Everypony knows you."

I don't think I've ever been scared of a little filly. Not once, not in my whole life. Except for that moment, except for that particular filly. I don't know what it was about how she spoke that just had a dreamlike quality to it, like she wasn't really paying attention that utterly unnerved me.

And she just kept _smiling_.

I scolded myself internally, shaking off my fear. It was ludicrous, of course. In fact, the poor little thing was probably even more frightened than I was at some stranger barging in in the middle of the night, and was just coping better than I could.

"Um, if you don't mind," I blurted suddenly, taking a slow and cautious slide backward, just out of her reach. "I don't even know your name."

"Sweetie Belle!" she smiled again, almost radiating friendliness. "Come on, Fluttershy. You know me."

Desperate to change the conversation and hopefully get the filly to look anywhere else but at me, I forcibly turned away and inspected a couple of the burned out candles.

_ Still warm._

"Ponyville seems to be having a bit of a hard time," I stated conversationally, and it came out sounding much braver than I really felt.

"Ponyville?" Sweetie Belle blinked. "Oh, you know how it is, Fluttershy. Things start to fall apart without somepony to keep it all together. You know?"

I hummed and nodded, still put off by just how nonchalant she was being.

"Um, if you don't mind…" I started, unwilling to go back outside. "W-well, um, would you happen to have a spare bed here? If you don't mind, I mean."

"Sure, sure!" Sweetie clapped her hooves together energetically. "Just let me get things cleaned up a little, and-"

"Oh, no, I don't want to be a bother," I blurted automatically. "I mean, I don't mind staying someplace out of the way. Is there a guest room in a place like this?"

"There's a mat behind the counter," Sweetie Belle nodded toward the counter on my right, with a small green rollup mat tucked neatly out of sight. "You can stay there just as long as you want, Fluttershy."

_She already had a mat by the door. Convenient._

_… Very convenient._

I really don't know if I was always so suspicious of ponies, but I think it was just the filly's overeagerness to ensure that I really was staying. Regardless, I was tired and hurting, and covered with cuts.

"Do you have any bandages?" I asked wearily, the ache of all the events starting to crash in on me. Heck, at that point, I probably would have thrown out my fears and suspicions and slept on the roof if she asked me to, so long as I could rest. "Antiseptic, something? I think I was, um… bitten by something, out there."

"W-oh, yeah!" Sweetie nodded ferociously, darting back up the stairs quietly. "Yeah, I know just what you mean. Gotta stay together, or else you might fall apart," she chuckled. "Stay right there, I'll go grab some… things."

It took her maybe – maybe twenty seconds to find what she needed and return, and even then I thought that it was remarkably quick. I had just started to peek up the stairs that led into the darkness of Carousel Boutique when Sweetie's face came sharply into view, making me jump.

Her eyes flashed with hard anger for a split second, but the next it was gone. I had to wonder if I had imagined it.

"Here you go," she dropped a couple of rolls of pleasantly clean bandages on the floor before me, leaving me to pick them up. "Need help getting them on?"

"Oh. Thank you," I nodded gratefully as she expertly wrapped my back left leg. "I probably would have had some difficulty getting them on myself. Is this all you have?"

Again with the flash of anger, quickly followed by an enormous and clearly false smile.

"All I can spare at the moment," Sweetie replied casually, finishing the wraps tightly. "You just get yourself some rest, hmm? That's it, right over there. Go to sleep, Fluttershy."

Now, any sane pony would have noticed some red flags like that, but I just felt all the more tired the longer I stood there. I just nodded stupidly and dragged out the little green bedroll, hissing sharply as I pulled one of the cuts on my side and tried to lie down more comfortably. Sweetie left without another word, leaving me alone in the dim candlelight behind the register as I listened to the sound of my own quiet breathing.

I really did try to sleep. Honest, I did.

The first thing I noticed when I turned over to my side was the shining black crowbar tucked neatly against the bottom of the counter. It took me a few seconds to realize just why my attention was so drawn to it, before I realized that the crowbar, while looking polished and new, stood in stark contrast to the dust coated counter. It seemed sort of odd, why it would be coated in dust.

I lay there pondering that for a little while, all the while growing a bit more uneasy with the burning of every candle.

I think I had just started to really drift off, even though I didn't want to, when I was ensured that I wouldn't be doing any sleeping that night at all.

_Screeeeeeeeak._

_Screeeeeeeeak._

It was a sound that was far too loud to be ignored, and it was only worsened by the fact that everything else was so silent. I didn't even notice when I was holding my breath, listening to the sound of something heavy being dragged over the wooden floors above me.

_Screeeeeeeak._

_Screeeeeeeeeeeeeak._

And that's when I heard just the faintest, almost imperceptible cry. A quiet, long sob, which was quickly cut off by another loud _screeeeeeeeeak_.

And then silence.

0-0-0-0-0

I hightailed it _right _the hell out of_ Carousel Boutique. _

I wish I had a saddlebag, or else I would have taken a few of those candles with me. Instead, all I managed to do was grab the crowbar and slip out the door, careful not to set off the bell again. I carried the crowbar over my shoulder, determined not to be caught off guard by anything that could bite me again. I even gave it a couple of weak swings, but it was difficult to hold without additional grips.

I settled for letting it bounce against my shoulder again, the shadows and fog of Ponyville seeming to loom over me the further I walked. I didn't even care about going into the dark anymore, I definitely wasn't staying at the shop.

I almost – _almost _– turned back to look as I entered the long shadows cast by the buildings, creaking and moaning in the wind.

If I had, I might not have spotted the shimmering, skittering thing darting away to the side ahead of me.

Too small to be a pony, too large to be an animal that I recognized. The shining blackness on shadows instantly reminded me of a beetle's carapace, and I wasted absolutely no time whatsoever making straight for the next lamppost. I subconsciously held my breath with each patch of shadow that I galloped through, like the darkness itself was noxious. At several points, I could have sworn that every time I stepped into the dark, somepony was reaching out for me and touching my face, ever so gently caressing my mane and darting away before I could catch them. I tried to attribute it to the wind, but it was as still as a crypt on those streets. I only made it to the second one before the fear started setting in again, and powerfully.

I couldn't help the feeling of being surrounded at all times, things that were just outside of my sight. Invisible things that lurked just out of the light, waiting for me to come back.

And then the light went out.

"_Nope_!" I shouted, barreling forward toward the next flickering light down the street. "No, no no _no_!"

The panic set in even worse when I really did hit something, swinging the crowbar wildly before me as I ran and almost losing it in the process. Not just because I hit something, but because I nearly dropped it when whatever I hit screamed like a little filly.

The scream was echoed, and in more way than one. It bounced off the buildings' decaying sides, and was repeated through every single patch of darkness around me. The horrible sound of high pitched, shrieking invisible fillies all around me, and I just kept swinging.

I don't know if I hit any more of them or not by the time I reached the light, and I didn't care. The only things I knew when I stood under that flickering lamplight were that I vainly prayed that it woudln't go out just as the last one, and the end of the crowbar was coated in a foul, red looking substance that I didn't want to think about at all. While the light still remained and nothing sinister seemed to follow me into it, I caught my breath and peered around for something, anything that might help me.

I was getting more desperate the more the light flickered, and I could hear the shuffling just outside the light getting closer and closer. Waiting for it to go out.

Throwing caution to the wind, I stumbled over the sidewalk and toward one of the boarded up doors. Violently jamming the crowbar's end between the wooden slats, I began shoving and yanking with all my might. Boards resisted me for all but a few minutes, as some of them were rotten and warped to the point that the rusted nails holding them in place did little to help. The lights flickered again and again, each time taking a little longer to come back on.

I whimpered aloud, muscles screaming as I pried off the last one and shoved the door open weakly…

Just as the lights went out.

I rammed the door shut behind me, my breath coming in fast, short gasps as I slid down the door, eyes almost bulging with fear. It met resistance initially, like somepony had managed to catch their hoof in the door just as I tried to close it, which only urge me to shove it closed harder until it finally latched. I still clutched the crowbar tightly to my chest as I fell, clinging to it as if it were my lifeline.

It wasn't until the knocking on the door started that I really began sobbing.

I couldn't help it.

It started with just one or two knocks up at the top.

_Knock. Knock._

Then a few more around the sides. High and low, at the same time.

_Knock knock. Knock knock knock knock. _

Before I knew it, the whole door was trembling and quivering harder than I was with the force of the knocking, like a hundred sets of little hooves were hammering on it all at once.

"Go away!" I screamed, dropping the metal bar with a clatter and covering my laid back ears with my hooves. "Go away, _please_! I'm sorry, I'm sorry! Please, leave me alone, leave me alone!"

I didn't mean to snap like that. I really didn't.

I just laid there shaking and crying, not even noticing when the knocking finally stopped. I didn't notice when I passed out from fear and exhaustion. I didn't notice the cold making me shake in the night, I didn't notice the figure standing over me while I slept.

I didn't even notice when the night finally ended, and sunlight crept in through the slats in the boarded up windows.

0-0-0-0-0

It is a strange thing, to awake amidst the eye of the storm.

I woke up stiffly with my back against the door, crowbar still tightly clutched in my hooves. I sat up slowly, tiredly rubbing my eyes and listening to the sound of chirruping and happy whistling of birds. With the morning sun drifting in through the window, dust motes dancing lazily through the air as I watched them, I could almost pretend that there was nothing wrong.

And then the memories of the night before all came flooding back, and I started feeling woozy before I even stood up. I dropped the crowbar in disgust, the end dried with some caked redness that made me feel dirty just for looking at it.

It wasn't long before I picked it back up, though.

Daylight or no, I didn't want to be caught defenseless. Not ever, ever again.

With still no memory coming back to me – I sort of suspected that it wouldn't, but I could hope – I took a few minutes to stretch and straighten my mane, taking personal inventory of myself before my surroundings. I really needed a bath by that point, but I doubted I was getting one. There was only so much that I could do with my mane before giving up on it completely, and tightened some of the bandages.

The place I'd broken into seemed to be some kind of cross between a home and a bodybuilder's shop. It almost reminded me of Carousel Boutique, but was much less creepy. Probably because I could see things in the light of day. Barbells and 'muscle enhancing shakes' appeared to have adorned the shelves, but they were all broken and everything was left in piles on the floor. Broken glass crunched under my hooves as I carefully stepped through the rubble, curiously gazing over the mess for anything that might have told me more about the place. Maybe it's because I was feeling much more comfortable, safer, that I didn't panic quite so badly.

"I see you're awake."

Note that I didn't say I didn't panic at all. Believe me, I panicked. Quite a lot, actually. Just not nearly as badly as I _could _have, that's all I'm saying.

I whirled on the spot, crowbar held vertically in front of my face like a pathetically slim shield. I think my heart nearly jumped into my throat when I spotted the gargantuan beast, leaning calmly against the doorframe with a cup of steaming coffee in one of his gigantic hands. Just in between his fingers, really. The minotaur really was _enormous_, I don't think I've ever seen anypony that big before, not even the biggest of griffins. I couldn't help but stare at him, just standing there so nonchalantly like there wasn't anything out of the ordinary.

Maybe he got threatened by little pegasi with crowbars all the time.

Then again, like I said, he was massive. Bulking muscles that rolled when he moved, sleek, neat blue fur that narrowed out from his hips upward and into an impressive six-pack. His tail swished back and forth almost like a predatory animal as he watched me, and I couldn't help but notice the gleaming and heavy looking steel ring lodge in his nose, which was only half as shiny as his sharp horns. In short, he was built like a _tank._ A very athletic, scary looking tank.

Did I mention that I get intimidated easily?

For the second time that morning I dropped the crowbar noisily, scrabbling for in in terror. My eyes never left him, and he never moved. He just stayed where he was while I collected myself, sipping quietly at the little cup of coffee.

"Got that out of your system?" he asked evenly in a deep, guttural voice that almost made my bones shake.

"Um, I-I-I'm so sorry," I blurted, scooting backwards over the debris away from the hulk. "I didn't mean to, I-"

I don't know why, but he seemed to find it really funny.

"Come on, kid," he beckoned me as he turned and walked away down a little hallway that hid behind him. "You look like a wreck."

I followed him cautiously, emboldened that it wasn't too dark and he was leading me to another fairly well lit room. I'd learned pretty well by that point to distrust the darkness at all times. The minotaur moved very quietly for one with so much weight and size, like his hooves barely touched the ground. He had an odd sort of grace about him, which I suppose would be really necessary for anypony with that much mass.

He drew me into a small, cozy little demolished kitchenette, with faded photographs hanging from the walls. Doilies that looked to have been rotted or chewed hung in tatters here and there, and cracked or broken dishes looked to be strewn about like they had all been dashed against the walls and replaced. The minotaur didn't seem to notice any of this, though. He just silently beckoned me to follow him as he sat at one of the barstools in the little kitchen, and wordlessly poured another cup of coffee that surprisingly wasn't as damaged as the rest of the china.

"Take a seat, mare," he uttered loudly, but still quieter than before. I don't really think he could be quiet, but I kept that to myself. "Iron Will can see that you need a pick me up."

I nodded gratefully when he slid a fresh cup of coffee to me down the counter, and I clambered awkwardly into one of the tall barstools that wasn't demolished directly next to him and we both faced a boarded up window. I'll admit that I sniffed it guardedly a couple of times, but he didn't seem bothered.

It was bitter and strong, but nothing wrong with it from what I could tell. So long as it was hot, I didn't really mind. The warmth seeped past my lips and down my spine, and I let out a silent sigh of approval. It was almost… _normal_.

And then he went and put an arm around me.

Maybe if we had met under different circumstances.

I mean, I didn't have anything against the apparently named Iron Will, but we had hardly spoken at all to each other. He seemed friendly enough, but… I don't know. I was confused, tired. It freaked me out, and I bristled immediately under his touch. I don't know quite why I was just so… threatened. Even his touch was very gentle, but it set off alarms in my head all the same.

"Pl-please don't," I carefully pushed his heavy hand off of my shoulder, nearly dropping the cup as his fingers slid down tentatively over my wings and making me blush even brighter. "I-I mean –"

"Iron Will is only trying to provide, 'cause in the future it'll be denied," he stated a little sadly, drawing away. It didn't help that his speaking in the third person was throwing me off as well.

"Oh. Um, thank you," I shifted uncomfortably. "But I-I'm quite alright, thank you."

I don't have much of a memory of lying, and I certainly didn't then. Really, right about then was when I really, really needed somepony to hold on to because of everything going south, somepony to tell me that I was only dreaming and everything was going to be okay. But of course, that's not how it happened. I lied right through my teeth, and all because I felt vulnerable in front of somepony so large. And for… reasons that I'm not quite certain of myself. He just made me _uneasy_.

Iron Will only looked at me hard for a few seconds before turning back to his own cup, holding it in both hands. It looked spectacularly tiny in comparison, like a giant holding a foal's toy. While I was still fairly put off by him, I really felt a little bad and sorry for him from the sad, empty stare he threw at the wall in front of us.

"Stand and be tough, don't take any smack – when life takes away, you take right back," he nodded to me seriously, and I nodded in return. I don't know why he was speaking so cryptically, though. It was clear that he was eyeing the crowbar that I was still hanging onto, heaven knows why.

I felt kind of ashamed from the look that he first gave me, like it was one of disappointment. Immediately after that came a silent but subtle nod, a scrunching of his face that might have been approval. Maybe.

"You'll remember if you kill."

I blinked, staring at him as the fear slowly rose in my throat. Iron Will stayed just where he was, though, still staring straight back and sipping again at his coffee.

"Um… w-what?"

"You already have," his large yellow eyes flicked to the crowbar's dirtied end and back to me. "Has to be equine for all to be fine. Net a monster, you'll get no further. You've got to kill off sanity to keep your own."

I gaped at him for even longer, suddenly feeling very, very apprehensive. Even more uncomfortable than when he started to feel me up, and that's saying something. The only thing to make the situation even worse was my gradual understanding that I really had no idea how Iron Will had gotten into the place, as it had been previously boarded up. How? How had he gotten inside?

Was it possible that he was… here all along?

Iron Will kept on watching me, like a hawk. He didn't even blink when he spoke, and he said it all as if he were discussing the weather with an old friend.

"I-I don't know what you're talking about," I started slipping off the barstool and away from him nervously, really wanting nothing more than to get away before something bad happened. I didn't let go of the crowbar, either. That same swelling fear that something atrocious was going to happen at any moment pushed me to get out faster, and I was nearly ready to start breaking windows just to do it.

"You will," he added quietly, looking away and back at the bare patch of wallpaper. "Or you'll go mad, trying to remember something that you can't. Kill them. Kill them, Fluttershy."

I ran then, heart pounding in my ears as I darted down the hall, crowbar scraping along with me as I made straight for the door and yanked it open, dashing out into the sunlight to escape the clearly mad minotaur. Even when I put distance and walls between us, I still felt his sharp yellow eyes boring a hole right into my back.

_"Kill them all."_

0-0-0-0-0

It wasn't very bright outside, but it was better than the dark.

I burst out into the light, sweating and throwing panicked, nervous looks over my shoulder to see if the murder-happy minotaur had followed me.

The doors were still boarded up.

"… No. No, _no_," I pulled at my mane with my free hoof, baffled. That was impossible. There was no way – there was just no way!

My heart raced in my chest, thumping an irregular rhythm the harder I thought on it. In the end, I wound up giving in; it didn't matter if I denied it or not, the fact that the door was still very much boarded up didn't change. I even felt it fearfully with the back of my hoof, listening closely for Iron Will.

Nothing.

I let out a quivering breath, and ran a hoof through my mane before starting off. The same odd fog that had lingered over Ponyville the night before was still hanging overhead, permeating the entire village. It nearly blotted out the sun, dragging everything into shadow. Still better than nighttime, though.

Believe it or not, I actually considered tearing the boards back down and going back in search of Iron Will. There was that little spark of determined bravery, the part of me that demanded answers to make sense of all the strangeness that my life seemed to have been filled with recently.

That idea was quickly put out, because there is a very fine line between bravery and _suicide_, and I'm pretty sure I wouldn't feel any braver about dying.

Still, that encounter shook me just as badly as… well, pretty much every other encounter with anypony or anything else I remember. But it was just as confusing as well, and possibly more unsettling.

What had he meant, 'kill to remember'?

I almost scoffed aloud at the idea as I walked, dragging the crowbar with me. I was no killer, such a thought was utterly ridiculous.

And then I remembered the blood on the crowbar, and quickly felt like I was going to be sick again. All the bounce went out of my step, and it made me think. Maybe – maybe I had killed somepony. Maybe I had killed a _foal_. Maybe I had murdered –

I retched, my empty stomach betraying me painfully. The only thing to come up was the coffee, and that burned quite a bit. I hacked and coughed, reeling over the sidewalk until it was all out of me. I spit and wiped what I could from my face with the crook of my elbow, shuddering and trying to blink the sudden headache away.

I felt so _foul_. I knew, I _knew _when I hit whatever was in the shadow that the screams sounded like fillies, and I kept _swinging_. That was…

But Iron Will had also said something about monsters. Monsters wouldn't give me any memories back. And that was if it was true.

I didn't remember anything more than I had before. Not that I knew, anyway. Did that mean that I had killed a monster? Knowing how weak my swings were, chances are that I only injured the… thing. I didn't even know what I had harmed, and I didn't really want to stick around after dark again to find out.

The thoughts still haunted me while I dragged myself on, looking for any sign of life. Would I really go insane if I didn't kill somepony? Somepony…

Of course, he had to have been wrong. He had to have been wrong, he probably wasn't even there anymore. Maybe it was all just an illusion.

Maybe everything since I'd first woken up was an illusion.

It sure felt awfully real, though. Every scrape, every scratch and cut stung as if they were real.

Thinking back, I guess I should have thanked him. I suppose, I mean. Iron Will didn't make things much clearer for me when I needed them, but he did provide. He gave me direction, gave me purpose. Granted, it was a horrible, awful purpose, but if I hadn't met him then chances are I probably would have just kept wandering until night came again.

Kill somepony.

I hated such a disgusting thought, but honestly doubted if I was capable of such a thing time and again. Besides, the only other living thing I'd really met was Sweetie Belle…

And of course, then my thoughts were flooded with images of using that crowbar on the filly.

I almost dropped it just from the thought, and had to stop for a breather. Giving myself a stern shake and dragging myself back to reality took a little bit. There was just no way that I could kill somepony – anypony, let alone a defenseless little filly. I think I'd rather go nuts than hurt somepony else like that.

I spent a good portion of my time investigating Ponyville.

I definitely enjoyed the daylight while it lasted – what little of it there was, I mean. Deliberately straying far away from Carousel Boutique just in case… well. Just in case. I kept up a slow but even pace through Ponyville, the streets still completely deserted. I wondered if the fog had anything to do with it, as it seemed to be never ending.

_"Mommy?"_

I froze mid-step, ears perked as high as they could go. I swiveled my head around quickly, searching desperately for the source of the noise. It sounded similar to the filly that had run away from me before, the one who had led me to Ponyville. I don't really know why I was so desperate to find her, why it meant so much to me. I started carefully off in the direction that I thought the voice had come from, which was down a small alley to my left…

At least, until I remembered the crowbar bouncing off my shoulder, and just what had been on my mind. Suddenly, I wasn't all that keen on getting near that little filly anymore.

That's when I heard her scream.

Caution aside, I was going to be _darned _if I let that filly get hurt. I charged right into the darkened alley, fiercely peering about for any sign of her. For all I knew, it could have been the same one that led me to Ponyville previously. Or maybe I was just looking for some kind of redemption for myself, something to ease the guilt of what I might have done. Holding my breath as I skidded to a halt, I held the crowbar defensively before me as I slunk deeper into the shadowy recesses. It was a long alley, with high brick walls that seemed to close in on me the further I got. Even after a full minute of walking, I still didn't reach the end, nor was it in sight.

Before long, all I could hear was the sound of my own heartbeat, lightly muffled by my heavy breathing. The back of my neck prickled, and I instantly regretted charging in to look for the filly.

_Stupid. Stupid Fluttershy, stupid stupid stupid._

I gripped the crowbar tighter, turning to head back to the entrance. I couldn't even see it anymore for the fog, which seemed to have begun to pervade Ponyville even more vehemently than before. The unnaturally loud clop clop clop of my hooves on the cold, damp ground filled my ears, echoing a little before being stifled by the mist. It occurred to me that even if I did scream (and believe me, I wanted to) I don't think anypony could even hear me unless they were very close. The fog seemed to choke the air, like it was suppressing everything.

That's when I heard it.

_Sssssscrape._

_Ssssssscrape._

_Sssssssssscraaaaaaaaape._

I was alone, terrified out of my wits, and had no idea where the filly had gone. And all of a sudden, I wasn't too interested anymore, either. I even froze to listen to the noise, wondering if I were only jumping at a noise that I had made. I was hoping for it, anyway. Maybe I had gotten a bit of rubbish stuck to my hoof.

The scraping ended shortly after I stopped walking. The creeping dread that I was being watched started to rise up again, which I forcefully shook off. It really might have just been a noise that I was making. I started forward ever so slowly again, the painfully loud sound of my own hooves bouncing back at me as I nearly crept toward the exit.

_Ssssscrape._

_Sssscraaaaape._

This time I froze hard, listening so intently that I could hear my own heartbeat.

It definitely kept going after I had stopped walking, and ended shortly after I did.

I wasn't alone.

Almost angrily at the fear I was being caused, I whirled on the spot, crowbar in hoof-

And then proceeded to nearly wet myself.

The light brings us a lot of things. Sometimes, showing us things we'd rather not see. This was one of those things.

Long, gaunt and hollow looking face was the first thing I saw poking out of the fog, followed by the rest of… it. Hardly even equine, the eyes were too large for normal and sunken deep into their sockets. Ragged patches of mane that looked to be half torn out hung limply from its head, and dirty flaps of dead skin over matted lumps of filthy fur flopped loosely from multiple spots on its frame. It's body was like that of a skeleton, and a long, wicked looking hook dangled where the foreleg was supposed to be and dragged on the ground beside it, gleaming wickedly at the jagged end.

I couldn't help it.

I screamed in panic as the thing shrieked at me in rage, revealing a row of filthy, broken teeth that were far, far too sharp. I stumbled in horror as the fear rattled every muscle in my body, and I sprinted hard for the end of the alley that I had come from. The not-a-pony released a whistling, high pitched bellow as it chased me, horrible metal hook scraping and clanging across the ground.

_Ssscrape! Sssssssscraaaaaaape! Scrape scrape scrape scrapescrapescrapescrape!_

I didn't look back, only cried and flapped my wings harder to escape, the banging and scratching drawing closer, closer…

In desperation, I swung the crowbar behind me; it slowed my steps for an instant, but I heard the whang! of metal meeting metal that told me that it was still swiping for me, coming faster and faster. I think the metal bar saved my life right then. I really, really don't want to think about what that hook would do to flesh.

I slammed out of the fog, crashing against the ground and dragged myself up immediately before carrying on in terror. I still heard the smashing of the awful hook against the ground as I ran, dodging left and right in the fog in hopes of zigzagging my way to safety. I don't know if it made it out of the fog as well or not, and I didn't stop to check on it.

Adrenaline coursing through my veins as I finally stopped against a dirty old wall after what seemed like hours of frantic sprinting, the scraping and screaming having long since stopped.

Well, the screaming from the… thing, anyway. I was still screaming.

I was still screaming a lot.

0-0-0-0-0

I stayed there with my back against the wall for a while, just sitting in what little sunlight there was. I had my little cry, the shaking staying with me for a while afterwards as my heartbeat finally slowed. My wingtips had started to go numb from being pushed against the wall for so long, but I didn't care. So long as I wasn't being chased by that nightmare, I could live with it.

I made sure to never let go of the crowbar after that, too.

The dirty, wretched thing had saved me on not just one, but two separate occasions. Sometimes, I guess the best defense is a good offense.

I finally got most of the shaking and jittering to die down – actually, I don't like using phrases with 'die' in them when I'm that terrified. I held down the urges to throw up and quiver, and managed to mostly calm myself at last. I wasn't in any immediate danger, and the heavy mist seemed to have grown a little thinner to allow more of the sunlight through. The old wall I was leaning against smelled of mildew, and I pulled away from it eventually.

It was a good thing that I had stopped when I did. Sort of.

The place I had stopped against seemed to be a little run down, but looked to have once been a nice little home. I hadn't realized that I'd run quite so far through Ponyville, as I seemed to be near the borders again.

Had I really crossed the entire village in one panicked jaunt? Was it really smaller than the fog made it seem, or was my mind playing tricks on me again?

Going mad.

I brushed it aside, peeking around the corner and checking the thatched roof. The windows were boarded up like all the rest, but the door was unlocked. Unlatched, even.

"H-hello?" I carefully called in, weary. I didn't want any more surprises. Chances were that even if the rundown shack was occupied, nothing good would come of it. I had really started to have a pessimistic outlook by that point, now that I think of it.

"Go away!" somepony shouted back, to which I jumped. I honestly hadn't expected the place to have any residents at all, and I was thoroughly relieved to hear the cranky sounding pony. I pushed the door open a little wider, nosing my way in.

"Excuse me?" I asked a little louder in what I hoped was a polite tone, but thoroughly thrilled that I might not be alone. "Um, I-I just need.. please – I-I just need to find somepony, I need help!"

"Go shove it," the resident replied rudely, and I furrowed my brows. Careful to latch the door behind me to prevent anything… unwanted from getting inside when I wasn't looking, I traipsed down the little hallway to a living area where the voice was coming from.

As it turned out, I was completely wrong about it being somepony. An agitated looking, withered old donkey sat in front of an empty fireplace, holding an even older looking book.

"What are you doing?" he narrowed his eyes at me dangerously, inspecting me. "This isn't your _house_, get out!"

"I-I can't!" I pleaded, desperate to make him understand. "The-the monsters…!"

"I _said_, OUT!"

"I can't!" my voice broke, and I really wanted to cry again. Why wouldn't he just _listen_? "It's _dangerous_, there-there are things outside, and it was chasing me, and I'm hurt and there was a filly and a minotaur and-and…!"

I hate it when I break down. I hate feeling so weak that I can't even keep myself together.

_Got to stay together or you'll fall apart._

My eyes were hot and blotchy, and my nose started to run when I cried. Tears dripping down my muzzle, mane in my eyes. I probably looked a right mess, starting to sob in front of the angry aged donkey. I didn't mean to, I felt just _awful_.

And he didn't show a single sign of sympathy, whatsoever.

"I _told _you to get out of _my house!"_ he started to throw the book at me, cranking back his hoof. Like I said, I was really scared. I was sick, scared sick that he would throw me out and I would be left to be eaten by monsters with terrible hook-hooves. I was afraid, and panicking, and… had a crowbar, and I-

… I'm not proud of myself.

I… did… what I did. It was my fault, really. All my fault. I shouldn't have just barged into his house, I shouldn't have trespassed because I was scared. I shouldn't have.

But it doesn't matter. Not now. It doesn't matter how sorry I am, because it doesn't change a damned thing.

I swung the crowbar at him with both hooves, and I swung hard.

He reeled with the blow to the head, falling and clutching his temple in pain and shock. His mouth hanged open in surprise and fear, his eyes wide with disbelief that anypony would strike him.

Then the screaming started.

He crawled backwards on his elbows away from me, his shouts of agony and terror making me want to cover my ears.

"No! Stop, stop!"

I hit him again, crying harder than before. So hard that it was hard to see, blurry. It stung my eyes, but I kept swinging, bringing the crowbar high over my head and letting the momentum add to the blows. I hit everywhere I could, even when he pitifully tried to throw up his hooves to stop me. Old bone cracked and broke with my heavier swings, his cries and pleas even louder.

"Please! Please! _Please_!" he bawled at me, and I think he was crying, too. I'm not sure anymore. "Please, stop! I'm _sorry_! _Please!"_

It was almost funny, that he was sorry. I don't know why. I was the one who was sorry. It didn't make me stop swinging, even when my muscles burned like they were on fire and I'd sobbed myself into near hyperventilation. I didn't stop swinging.

I didn't stop swinging until long, long after the screaming had finally stopped.

0-0-0-0-0

_"Fluttershy?"_

_I watched the rainbow maned pegasus soar through the sky gracefully, much more powerfully than I could. I was a little envious of her, how easily she mastered the sky._

_"Come on!" she waved after me, laughing cheerfully before doing another easy loop de loop and leaving a brilliant chromatic ray in the sky for a few seconds afterwards. "Come on, Flutters – you can do it!"_

_"I-I don't think I can," I shuffled uneasily, my little wings clamping tightly to my sides. "I mean, all the turning and spinning and-and so fast, I mean – I can't, I just can't! Loop de loops are scary!"_

_The filly landed lithely before me with a cocksure grin, and kindly patted me on the shoulder._

_"You can do it, Fluttershy. I have faith in you."_

_"You-you do?"_

_"Well, duh!" she smacked her own forehead with an even wider grin. "Now come on! It just takes practice, that's all! Practice makes perfect."_

_"Practice makes perfect…"_

0-0-0-0-0

_Practice makes perfect._

Practice makes perfect.

I stared down in revulsion at the bloodstains on the floor, unsure of how long I had been standing there. From how stiff my muscles were, it felt like hours, but it could have only been seconds. The memory lingered warmly in my mind, dancing happily like a spark from a campfire through the night sky.

And it felt good.

It felt – so – _good_.

The adrenaline pumping through me was nothing compared to this, the sheer euphoria of returning memories. It filled my very being, made me feel so full and happy. Like everything was going to be alright, like things made sense again and everything was like it was supposed to be. It felt _right_.

And then I realized where I was and what I had just done, and everything came crashing right back down.

_Hard._

I collapsed to the floor, bloodied crowbar still clutched tightly in my hooves as I shook. My breath came fast and hard, but the memory didn't fade. More like… settled. It took a backseat to the real word in front of me, to the horror and bloodshed that I had caused.

The donkey was nowhere to be seen.

The blood was still there, though. All over the place. On the crowbar. On the floor. On the armchair he had been resting in.

On my hooves.

I felt sick, probably worse than before. But there was nothing in my stomach anymore, I couldn't do anything aside from feel disgust and give a few dry heaves over the cold fireplace. I took a few moments to rest, taking the crowbar with me before going in search of a sink to wash off the… ick.

At first I just thought that the poor donkey's body had been kicked away or something, but it really just wasn't there anymore. I try not to think about it much anymore.

I was a little distracted before looking for a sink.

The old book, the one that the donkey had been holding when I first broke in?

I picked it up out of sheer curiosity, feeling lightheaded and numb all at once.

It wasn't just a battered old book or a journal. It was a scrapbook.

Picture after picture fell out when I picked it up, many too faded to see.

There were a lot of photographs of his wife.

Then I started to throw up again.

0-0-0-0-0

**Author's Note:**

Muse ~ Feeling Good


	3. Thanks For The Memories

0-0-0-0-0

I don't know how long I stood at that kitchen sink, trying to scrub off all the blood.

When that didn't quite work, I tried my hoof at the shower. If I was going to break in to somepony's house to murder them, then I didn't think that using the shower was going to be much worse. There was a little bathroom down one of the halls, and I clambered into the shower numbly. It took me nearly half a minute just to get the water going, I was still shaking so badly. It wasn't even immediately obvious to me that I was going to get the bandages wet, and it took even longer to peel them off and drop the bloody things into the sink.

Instead of going straight for the warm water, I flipped the tap over to cold and let a stream of icy water pour over me, trying to force myself back to reality. The bizarre dual sensations of elation at memories returning and my despicable actions left me jarred, feeling like I wasn't real, or that it was all happening to somepony else.

When I had reached my limit and couldn't take the cold water anymore, I finally twisted on the hot water and let the nearly scalding wash over my skin. I let it sink deep into me, washing away the grime and… other unpleasantness. Unfortunately, the cuts stung pretty badly, but I managed to ignore it long enough to take the shower. I wanted to cry, but I just don't think that I could anymore. Like I was drained, too empty to feel anything other than disgust and numb shock.

I think it was the first time that I was really relaxed since ever coming to Ponyville. One of the few times that I wasn't shaking in fear, and it was right after I had committed an atrocity against nature.

I moaned into my hooves, the hot water streaming down my face and making me squeeze my eyes shut as I sank to the shower floor in misery and exhaustion. I was abominable, I was a freak.

I could tell myself that I didn't mean to do it all I wanted, it wouldn't ever bring him back. I didn't even know his name. Although on that note, maybe things were better that way. My mind turned from one thing to another as I tried to focus on anything other than my own unspeakable acts, bitterly forcing my mind away from the terribleness.

It meant that Iron Will had been telling me the truth all along.

I didn't want to believe his words. I mean, I really, really didn't want it to be true. Because if that were the case, that meant that if I wanted any more of my memories back…

I would have to kill again.

I shook my head violently, throwing splatters of water against the shower curtains. No. No, I wouldn't be doing that. I knew what would have to be done for a few memories, and there was nothing worth doing that to somepony again. Something so point blank awful. It just wasn't worth it.

And it scared me, deep down, just how widely I had been smiling afterwards. I shuddered, the hot water finally beginning to wane and cool as it ran out. It had felt good getting those memories; deeply, physically wonderful. It frightened me so badly, because nothing that unnatural should feel like that. I shivered again, trying to convince myself that it was just the cold water. I let the cool liquid slapping against me jolt me awake properly before turning it off and climbing out of the tub.

The soft towel against my face smelled lightly of fabric and mothballs, and even it couldn't bring my mind back to where it was supposed to be. I was growing fixated, obsessing over Iron Will's words.

Maybe he was just wrong. Maybe I was actually crazy, and I had just killed somepony for no reason at all. That seemed an awful lot like the case, and I might have even started to believe it myself…

But if that were the case, where did the donkey's body go? Had it simply vanished when he died? Was that what happened to anypony that died, their remains just vanished like puffs of smoke?

_Eaten by the fog._

I tried not to shudder again as I dried myself, feeling abnormally at home in the little house. There was pleasant enough wallpaper, decent lighting, very cozy. Almost as cozy feeling as my own cottage; or for the most part, anyway. I certainly wasn't going back there, even if I could find my way back. And the ceilings were high enough for me to comfortably stretch and spread my wings without feeling cramped, and there were photographs all over-

I immediately felt much less at home.

I couldn't bring myself to look at the pictures of the donkey and his wife, nor could I go back to the living room without feeling queasy. I just didn't want to be there anymore. It was too much.

I knew, I swore then that I would never harm another soul.

I made sure to clean the crowbar off properly before taking it with me.

Never harm another soul, unless it was in self-defense. I wasn't even out the door yet, and my silent vow was already wavering. _Pitiful_.

When I first cracked open the door to peer cautiously out, I was genuinely surprised by the lack of fog. For once, I could see clearly for a much further distance. It was like the mist had scurried away from Ponyville, leaking out and draining to the borders. Oh, there was still a lot of fog, just not nearly as much as before. It gave the town a somewhat dirtier look, though. I guess that's because I could see all the trash and rubble lying about more easily now, especially in the light of day.

Hefting the crowbar over my shoulder, I made sure to close the door quietly behind me. I couldn't help but stop before leaving, giving a silent nod back at the little house and mouthing I'm sorry before trotting quickly away.

It was hard not to look back.

Thoughts of the donkey and his wife constantly barged into my head as I tried to inspect Ponyville, searching for signs of life. It wasn't like I could just go back into the fog, not after what I had seen come out of it. I wondered why his wife wasn't there, why he had been staring at the scrapbook full of her pictures. Maybe she would come back soon, only to find him gone. The poor thing would probably be devastated.

Maybe she was already dead.

I hated myself for those thoughts. I just wanted to be a good pony, to be nice and go home where things were safe again. Good ponies didn't have those kinds of thoughts. Good ponies didn't go around committing murder.

I tried to justify it to myself again and again as I passed more boarded up houses, and heard birds chirping in the distance. I could tell myself that I had to do it, that it was something that I had to do to get my memories back. Even if it wasn't true. I knew that it was a lie, a boldfaced lie to myself about why I had done it. There was no purpose in what I had done except for blind panic, terrified of being tossed to monsters and being too weak to defend myself.

Too weak to defend myself. That was a laugh. I was definitely strong enough to beat an old donkey to death, though.

How many times was I going to stop and shake my head? I don't even remember, but it was a lot. Horrible. Horrible, mean, nasty, awful pony. That's what I was. I don't think I've ever wanted to curl up into a ball and hide more than right then, or ever felt so alone. And really, I think I was almost fine with being all alone. I could only imagine what would happen to anypony if they got too close to me.

Shaking my head for the umpteenth time, I struggled with myself. No, I _had _self-control. What happened back there wouldn't ever, _ever _happen again. I promised myself that. It wouldn't, it couldn't happen again because I wouldn't let it. I was going to search that miserable little town for clues about my memory, I was going to find anypony that was still there and find out what happened in my past that caused all of this.

I was going to hide my cuts, and wash away the blood on my hooves.

It was terrible, like I could still feel the _wetness _just on the bottom of my hooves, dripping from my fetlocks while I walked. I knew it wasn't the case, but I had to keep stopping just to check, just to make sure.

Iron Will had also said that I had to kill to keep my sanity, and I certainly wasn't feeling very sane right about then. Heck, I had to have been criminally insane just to lift a hoof against somepony else. I passed a few more boarded up shops and homes. A little house here, a store there. Ponyville must have been big on commerce, I even saw a place that supposedly sold both sofas and quills.

_"Mommy?"_

My head darted up as I stopped, blood freezing in my veins. I knew that voice, I recognized it as the voice of the filly that had led me to Ponyville, whether deliberately or not.

I'm also pretty sure that it was what had pointed me into that trap with the hook-hooved nightmare, and that was the only thing on my mind at the moment. I even perked up my ears, intently listening for any scraping that signaled what would be a very immediate retreat.

Instead, I heard more voices – the filly's, who seemed to be crying, and a stallion's voice.

I rounded the corner quickly, dragging the crowbar with me as I trotted. And, just as I had heard, there was the same little pegasus filly cowering in the middle of the street, a much angrier looking earth pony stallion shouting terrible words at her and brandishing a hoofball bat.

Standing there right in the center of the deserted road, yelling at the defenseless and crying filly, the tan stallion was clearly bullying her for something; and I was afraid that he was going to hurt her.

And being the stupid, stupid Fluttershy that I am, instead of slinking away quietly and saving my own skin, I just had to barge right in. I really wish I hadn't, I wish I could have been just a little more concerned about anything else.

You'd think I'd have learned my lesson the first time, or the second time, but no. It's almost like I keep trying to make things worse for myself, because that's exactly what I did.

"Hey!" I yelled, although not nearly as loudly as I wanted to.

Yes. My big plan to stop the stallion from harming the unknown yellow filly was to shout at him. I know, I'm brilliant.

And, lo and behold, the tan stallion with the hoofball bat actually turned to glare at me. He had a wavy black mane that had been slicked back, along with a bright red tie accentuated with a dirty and ruffled collar. Readjusting the crowbar in my grip and picking up my pace toward him, I made sure to drag it along the ground loudly to try to look more intimidating.

"You get away from her!" I demanded, hoping that I really was as scary looking as I wanted to be. He actually took a step back in surprise when I picked up the crowbar, and his eyes flicked back and forth between me and the crying filly as he held the bat a little tighter.

"Stop right there," he glowered at me, careful not to stray too far from the filly as I approached. "You don't know what you're getting yourself into."

"Horsefeathers!" I swore, angered further by his increasingly hostile stances. I really was worried that he would lash out and hit the filly at any moment, and I wouldn't be able to place myself between him and the crying filly. "You back off, right now!"

I jabbed the hooked end of the crowbar at him, careful to ensure that he couldn't harm her without getting past me. And, much to my surprise, he actually took a few cautious steps back before inching forward again with the bat at the ready in both his hooves.

"Listen to me," he spat, bright blue eyes flicking between us again and again. "You don't want to be near that thing. Just give her to me, and this will all be over quickly."

"I _said_, back off!" I shrieked at him, more out of fear than anger this time. Although there was plenty of anger in my swing, I'll tell you that. I was downright offended that he would threaten a filly, especially a defenseless one. "How dare you, how dare you!"

He held up the bat to defend himself, easily blocking my swing and shrugging off the glancing blows. The crowbar shuddered every time I swung, and it tired me quickly. I puffed and huffed, straining to look as tough as possible so that he would just stay away. I didn't want to think about it, but the inkling of potential memories came to mind…

But, again surprising me, he didn't swing back.

The stallion just stood there, glaring hatefully at me and the filly.

"Don't say I didn't warn you," he spat again, holding his ground. "That little freak needs to die, right here and now-"

"Don't say things like that!" I insisted viciously, flourishing the crowbar at him even though I doubted I could really harm him with it, even if I got past the bat. "You leave her alone!"

"Why, so you can kill her off yourself?"

The filly, who had slowly begun creeping toward me for defense, suddenly stopped cold in her tracks. She eyed me with fear and doubt, nervously throwing shaking looks back to the distant fog.

"What?" I scowled in disgust. "That's horrible, I would _never _–"

"Yeah. Yes, you would," he propped the bat against the ground and leaned on it cooly, inspecting me. Like he could see right through me. "Given the chance, you would snap her little neck like a _twig_."

The filly definitely wasn't coming any closer to me now.

"That's a lie!" I defended vehemently, although even I wasn't too sure of myself. "You just – you, you just_ go away! _Go away, you-you big, dumb… _meanie_!"

The only thing that frightened me more than the fact that I might be in for a very short fight was that the look he was giving me was one of plain amusement. Like I was entertaining him. The little smirk on his lips didn't help.

"I can see that there's not going to be any bargaining with you," the stallion stated casually. "Not now, anyway. Give it time. You'll break down, eventually. And then, either you'll kill her yourself, or you'll beg me to take her away."

"You should just go," I growled threateningly, pacing back and forth in front of the filly and keeping him at a distance.

"Come now. Let's be reasonable, shall we?" he asked suavely. "What do you even want her for? She has no use to you."

"I don't want her for anything!" I stamped a hoof against the ground. "You just leave her alone! If you don't, I'll… I'll…! You'll be really sorry!"

I hated how pitiful my threats sounded. I hated that stupid, stupid smirk on his stupid face.

_Stupid._

"You certainly are a master negotiator," he responded sarcastically, no hint of emotion showing on his face. It was plain as day that he was mocking me. "You'll give me what I want. All I have to do is wait until you get desperate, you know."

"I'm desperate now," I blurted automatically. Surprise surprise, it didn't sound intimidating at all. He just laughed at me, throwing back his head and cackling. A high, empty and cold sounding thing, like an imitation of a laugh.

"Of course you are, Fluttershy," he sniggered into his hoof, throwing the bat over his shoulder and slipping backwards without taking his eyes off of mine._ "Of course you are."_

He backed away for ten steps… fifteen… thirty. Thirty five paces until he felt that he was safely enough away from me that he could walk away with impunity before walking off through a side alley out of sight. The stallion held his head high all the while, the same little smirk etched onto his face.

I hadn't realized just how long I had been holding my breath, and I finally released it in a shaken puff. My hooves were still quavering as I let the crowbar clang to the ground as it fell loose in my grasp, and I at last turned to look at the filly. Truth be told, I really would have expected her to have not been there at all, but she stayed right where she was, staring at me.

Great big, wide baby blue eyes, filthy matted and disheveled mane. The filly had clearly been crying, and she wiped her nose on her foreleg unhappily.

"Hi!" I tried to sound as friendly as I could, but it obviously wasn't helping. The filly cringed away from me, and I could see why. "No, no no – it's okay, it's okay," I slowly placed the crowbar down on the ground beside me, trying to show her that I wasn't a threat.

She kept sniffling miserably, but thankfully didn't run away.

"My name is _Fluttershy_," I explained to her slowly, holding out my hoof to her. "I'm not going to hurt you. Are you okay, little filly? What's your name?"

"I-I want my mommy," she sniveled again miserably. I almost answered I do, too, but that probably would not have been much help. "Everypony is mean to me."

"Well, I'm not going to let anypony be mean to you anymore, okay?" I held out my hoof for her, which she ever so cautiously touched with her own. "Nopony is going to be big meanies any longer, okay?"

I almost started to talk to myself, like she wasn't the only one that I was consoling. But she eventually nodded, wiping her eyes again.

"Do you have a name?" I asked kindly, picking the crowbar back up and putting it over my shoulder. "My name is Fluttershy. What's yours?"

"M-my name is Scarlet," she answered quietly, almost so much that it was imperceptible to those who weren't listening.

"Scarlet," I let the word roll over my tongue, and smiled at her. "Oh, that's such a _lovely _name. Where are your parents, Scarlet?"

I was really hoping that I could take the filly back to her home, maybe find someplace that she (and I) would be safer. It also occurred to me that the fog was starting to come back, and it wasn't even nighttime yet. Odd that I had begun to associate the white mist with the shadows of the night, but I did.

"I don't know," Scarlet rubbed her foreleg bitterly. "I don't know where I am, I don't know – I don't know…!" she began to hyperventilate, looking like she were going to cry again.

"Hey, hey hey hey hey," I tried to say soothingly as I knelt in front of her, even though I was steadily growing more nervous with the slowly rising fog. "It's okay, Scarlet. It's going to be okay. We're going to get you home, and then you're going to be safe. You just stick close to Fluttershy, okay?"

I just kept saying 'okay' over and over again, trying to hammer in that she would be fine. But I couldn't promise that, and it terrified me that I couldn't promise her safety. I couldn't even keep myself safe, the numerous cuts and scrapes along my back legs were testament to that. But she finally nodded, and I pulled her into a tight, warm little hug. Whether for her or my benefit, I still can't say.

And so, with a new mission that seemed to me just about as daunting as recovering my memory, the two of us set out through the growing mist.

0-0-0-0-0

There are ghosts in the fog.

I can't say for certain, but I feel that it's true. The constant pressure, the tingling feeling on the back of my neck that urges me to look around every time the fog comes, it all makes me feel that there are ghosts in the mist, watching me at all times. Waiting. Watching. Always watching.

Scarlet stayed close to me, nearly hugging my side as we walked through Ponyville. We left the center of the street to hug the walls of the boarded up buildings, and I gleaned little to no information from the filly that could have helped.

"Do you know where your parents are?"

"No."

"What town are you from?"

"I don't remember."

"How did you get here?"

"I don't know."

"Do you remember _anything_?" I nearly threw up my hooves in exasperation, but I knew for a fact that wouldn't be any good. Scarlet whimpered, and I felt just terrible for making her flinch.

"I don't know," she almost started crying again. "I'm sorry, I don't know. I just want my mommy. I have to find my mom."

I ran a hoof through my mane, letting out a quiet sigh. I wished that I could help the filly, but I didn't even know how to help myself anymore.

Unless I told her to kill somepony, and it could somehow restore her memories.

I wondered if everypony in this town had already done the same, if they had killed to restore their memories. Maybe even that stallion back there had done the same… thing that I did. Perhaps he killed somepony with that bat, and scrubbed it madly to get it clean again like I had with the crowbar. Maybe everypony had simply gone insane. That might explain why so many places were decrepit and destroyed. Maybe the whole town had gone mad all at once, and turned on each other in the process to save themselves. I couldn't think of how it tied in with the fog or the monsters.

It didn't explain why he referred to Scarlet as a 'thing'.

She seemed normal enough to me; just a scared little filly looking for her mommy. It was probably just that creepy bastard trying to scare me away from her, so that-

Scarlet jumped when I shuddered, forcing the horrible thoughts out of my mind. She stared wide eyed at me, but I was sure to place a comforting hoof on her shoulder with a weak smile before nodding and continuing on our way.

We weren't even going anywhere in particular. I didn't know, that's for sure. It was the blind leading the blind, and of course it was only a matter of time before we hit a stumbling block. That stumbling block happened to come in the form of another thick wall of fog that crashed in on Ponyville, taking the streets like a tidal wave.

It wasn't until I couldn't see more than a few feet in front of my face that I realized Scarlet was gone.

"Scarlet?" I called out, but my voice was muffled. Fear made my voice catch in my throat, and I felt as if I were being slowly smothered. "Scarlet! Ooh, I said to stay close to me!"

I whipped my head around for her, but found no sight of the filly. I debated leaving the wall and darting off through the fog in a mad search for her, but chances were that I'd only be just as lost as her.

"… No. No, it can't be…" I muttered aloud, thinking. There was definitely no sunlight anymore, and I couldn't really tell if the mist was really that thick or if nighttime had somehow come early.

But that was impossible.

I heard some kind of sharp whizzing overhead, like the swooping of a large bird or bat. I ducked instinctively, snapping my head around to peer through the fog, but found nothing. I kept the crowbar a little closer to myself, picking up my speed and thinking quickly. If the darkness was settling over Ponyville this quickly, then I didn't have a chance of finding Scarlet; and, grim as it seemed, she might have already been dead.

I was almost sick at the thought. So much for my empty promises to a helpless filly.

I froze, chewing my lower lip as the internal debate raged. I really couldn't go any further without her, I couldn't just leave her all alone. Even when I tried calling her name again and again, my voice was too muffled for anypony to hear.

But those were just excuses, I knew it. I wasn't frozen by indecision, I was paralyzed by fear. Fear for Scarlet, fear for myself, fear of the wretched fog that just seemed to choke the life out of everything.

Something else swooped over my head, startling me. I whirled around, eyes as wide as saucers as I made for the nearest building's entrance in attempt to pry off the boards covering the door as I had the last time. Before I made it there, the swooping came closer – and more than that, I yelped in pain when something yanked at my mane.

"Scarlet?" I screamed, refraining from swinging wildly at the unseen assailant above. "Scarlet, if you can hear me, hide! Hide and don't come out, Scarlet! Scarlet!"

Claws raked at my back, making me drop and cry out in pain again. It stung like hot knives being laid across me, four or five lines tearing straight across before I could catch more than a glimpse of whatever was above me.

And whatever 'it' was, it was large, and there was more than one.

A lot more than one.

I tried to stifle the wail of despair, crawling on my belly to the boarded up door. The moment I tried slipping the crowbar into the slats between them, I felt another strike at my back, and again at my head. I screamed through my teeth, violently yanking and jerking until I began to pry boards off. No matter how I swung at the air, I couldn't smack back at the shadowy figures. Clawed and battered, I pried and pulled at boards that were surprisingly sturdier than the others that had led me to Iron Will.

I was bleeding badly by the time I finally managed to yank off the last of the boards, and dragged myself inside to snap the door behind me. Gasping and panting for breath, I sank to the floor and let out a long, low sob of pain and fatigue, almost giggling at the joy of having escaped.

"Like a – walk – in the – park," I panted feebly to no one, giving myself a few minutes to let my eyes adjust to the dark. I just laid there for a while, cursing my own limited stamina and tried not to move or agitate the cuts. I'd have time to take care of them later, for the time, I needed a place to hide until morning.

I huddled miserably in the dark with my back against the door, tiredly mulling over the events.

I had failed in helping Scarlet. Almost immediately, which was just plain sad. I hadn't learned anything from my memories of fillyhood, or even who the rainbow maned pegasus had been. I hadn't recalled anything important, and I still felt like my hooves were stained with blood.

Not just with those of the donkey, but now with Scarlet's.

Who I was too much of a coward to go and search for.

I thumped my head against the door as the golf ball lodged itself in my throat, and my eyes burned unexpectedly. I didn't have a choice, I would have died out there.

She was probably screaming in pain just as I was right about now, with the fog too thick for anypony to hear her. Defenseless, alone, scared –

"_Dammit all!" _I bellowed as I yanked the door open, tears blurring my vision as I dragged the crowbar after myself. "Scarlet! Scarlet, _where are you?"_

I promptly heard shrieking overhead, and I screamed right back.

"Go away!" I swung at the air as the clawing resumed, and I rolled to escape it. Hard gravel punched my back and stuck in my wings, but I kept going nonetheless. "Scarlet? _Scarlet_!"

I heard rough scrabbling at the ground in front of me, and it sounded much larger than a filly. Scurrying away to my left where we had initially come from, I made for where I thought the building's side should be.

"Scarlet!" I screamed so loudly that my voice began going hoarse, the panic making my voice crack. "Scarlet, _please_!"

"Mommy?"

"Scarlet!" I darted in the direction of the weak voice, like it was echoing out of a tin can. "Scarlet, stay where you are!"

That's when the screaming started.

_"Hang on, Scarlet, mommy's coming!"_

I still dragged that stupid crowbar with me, stumbling down the alleyway and tripping over garbage. The fog thinned just enough for me to spot more filth along the ground. Whipping my head back and forth wildly in search of her, I drew in a frail breath to call for her again…

When I finally spotted the tiny filly, huddled shaking against the side of an upturned rusting dumpster.

"Scarlet!" I let out a gasp of relief, the flapping overhead urging me onward. "Stay _right _there, Scarlet, I'm –"

I didn't really get to finish, because my voice gave out midsentence.

There, stalking toward me from the end of the alley, was that _damned hook-hoofed mare. _

_Scrape. Scrape. Scraaaaaape._

"Run!" I yelled, tripping forward and grabbing Scarlet's hoof. "Run, Scarlet, _run_!"

The awful shriek of rage came just behind us as we fled, the scraping growing louder and louder and intermingling with the angry swiping from overhead. In my terror, I managed to get a glimpse of one of the things flying in the fog above.

I wish I hadn't.

Wings full of holes and claws on the end of its hooves, the skeletal pony seemed to be made entirely out of taut skin and bone. Leathery, sagging faces loomed down at us with mouths full of sharp teeth, and I only dragged Scarlet faster and faster to the open doorway. She didn't make a noise when she tripped over a pothole in the road, one of the things nearly snatching her up before I snatched her up in my hooves and lurched toward safety with all my might.

_Scrape scrape scrape scrape scraaaaaaaaape!_

Slamming the door behind us, I fumbled rapidly for worn locks along the door, not letting go of her until the steel tumblers finally fell and locked the wooden barrier in place.

And when I finally let both the crowbar and the filly go, I don't know which of us was crying harder.

0-0-0-0-0

I must have passed out at some point, because I woke up with Scarlet huddled next to me.

Trying not to wake the sleeping filly, I stretched my aching muscles-

And immediately regretted it, as several of the cuts and bruises twinged painfully when I moved.

Scarlet shifted in my grasp, jerking awake and clawing to her feet.

"It's okay, it's okay!" I insisted, my throat parched and sore. "It's alright, Scarlet. We're okay. We're okay now. Everything's _okay_."

The filly's breathing was heavy, and she twitchily pulled her pink mane from her face. She shook herself a few times, sitting on her haunches and looking around at the dark, dingy little home that we had broken into.

"Um… t-thank you," she whispered eventually, although it might have simply been that her throat was just as raw from screaming. "I-I was so scared, I-I-I…"

Scarlet whimpered again, pulling at the tips of her messy mane in distress. I pulled her into another hug, thinking.

I think I had called myself 'mommy' at some point. It was probably just a reaction. There was no way I was her mother… was there? The more I looked at her, the more I realized that we did have a fair resemblance. I could see it plain as day. Maybe I really was her mother, and I just couldn't remember…

Scarlet started shifting uneasily, and I pulled away from her at last. My mind was heavy, and I hurt like I had been tossed under a speeding carriage. The place we'd stopped in was loaded with cobwebs, and seemed to be the home of an elderly pony. Old paintings and faded photographs with cracked glass lined the walls, and a pair of crutches lie snapped in the corner. Down a little hall was a flight of stairs to the right, and I could see no further.

I pulled myself up, standing weakly. I couldn't remember how long it had been since I had eaten, and Scarlet seemed to be in a similar poor condition.

"Come along, Scarlet," I nodded quietly to her, sounding much more confident than I really was. "Let's go and see if we can scavenge anything useful."

"Okay, Fluttershy," she whispered back, carefully eyeing the door behind us as we trailed down the slim hallway. There were a few rooms along the way, but most either had the doors broken or looked to be dark and filled with rubbish. I really wished that the crutches had been fixed, because I swore that I could have used them. I probably looked like hell, what with the blood in my matted mane. I caught a glimpse of my reflection in some of the broken glass on the walls as we walked, though I tried not to look at myself.

Then again, it wasn't like I was going to see much worse than I already had, so where could the harm be?

"Are we looking for just _anything_?" Scarlet asked nervously, peering around in the dark.

"Supplies," I answered unenthusiastically, resisting the urge to rub the sleep from my eyes. "Just the basics for now. Food, clean water. We need to make sure this place is sa-"

I started to tell her about Iron Will and how I had discovered him behind boarded up doors just like these, but I bit my tongue when I heard voices above us. I listened intently, holding up a hoof to Scarlet for silence, even though she hadn't said anything.

I cupped my ear in my hoof, thankful that the stairs were carpeted and ever so slowly creeping up them. Scarlet followed me closely, and we snuck upwards with growing apprehension. Making sure to keep the crowbar tightly gripped, I slipped further and further up the stairway, forced to draw closer to make out the stallion's voice.

"-f the – not going – insert f- anny Smith!" the voice was stifled by the walls, and as I peeked over the last of the steps and into another dark empty hallway, I saw a thin streak of light indicating an open door on the far end of the hall.

Quietly sneaking ahead, I could start to make out what the stallion was saying. It sounded like he was arguing, but I couldn't hear anypony but him.

"-u the first time, there's nothing worth it! We'll just keep going, I'm never going back to that fucking _deathtrap _again. We can just check Q and S again, we'll have to go back there anyway."

I could have sworn that the floorboards beneath me creaked with every step I took, but I only inched myself toward the noise more slowly. I could see several empty cans of food lying strewn about, meaning that whoever it was definitely had something that we could use. Now it was just a matter of finding out whether or not they were dangerous, because I unquestionably was not going barging into this situation unprepared.

"Hurry up, will you? This damned thing isn't going to work on its own, you lazy bum!"

The stallion sounded fairly angry by the time I reached the slightly cracked open door, and I peered through carefully. From what I could see, a tiny bit of weak sunlight poured in through the only window that wasn't covered by boards or some other obstruction. An odd looking, clunky metal rectangular box sat coated in grease and grime in the middle of the room, with a pair of pipes sticking out of it. Wires were strung from the cobbled together machine and linked to the ceiling, attached to an unlit glass bulb.

"I swear to fucking Celestia, if you don't hurry up…!" the stallion bellowed, pacing around the generator until I finally got a glimpse of him. He was a mustached, milky yellow unicorn with a heavy looking black bow, and his voice only grew louder the more he paced. The unicorn wiped a bead of sweat from beneath the brim of his straw hat, tucking a screwdriver into his striped white and blue vest before violently kicking the generator.

Sensing that he was probably too angry of a type to reason with and thinking back on the stallion from earlier with the hoofball bat, I wordlessly gestured to Scarlet to come close to me without taking my eyes off of the unicorn. Instead of obeying, Scarlet didn't make a sound – my hoof grasped empty air as I slowly began creeping backwards, a growing sense of dread building in my chest.

I bumped right into a second unicorn, looking nearly identical to the other. At first I thought that he was an apparition of some sort, and had somehow teleported behind me to scare me senseless – the next thing that I realized was that this one didn't have a mustache, while the other was still rambling. And finally, I discovered just where Scarlet had gone to.

He held the filly aloft in a magical grip, one hoof over his mouth and a smirk on his face.

Scarlet's eyes were wide with terror, and before I could say or do anything at all, the unicorn holding her twirled his hoof through the air in a circle, wordlessly gesturing for me to open the door.

Swallowing hard, I shakily turned and complied.

"-f all the things, and run damned dry!" the mustached one finished his angry rant, turning in surprise to face me. "… Oh? Well! Lookie what we've got here, brother of mine!" his attitude turned an almost one hundred and eighty degrees, startling me further. I don't know why, though. If he had been in that mood before, I probably would have just walked on in.

"Why, just a couple of mares trying to get the jump on us, Flam!" the one silencing Scarlet shoved me inward, and I nearly stumbled before gripping the crowbar fiercely.

"Ooh, and this one's _feisty_, Flim," Flam pulled the screwdriver out of his vest pocket with a lightly glowing aura, giving it a little twirl with a wide grin that made me very, very nervous.

"You know, Flam," the opposite brother stated. "If we weren't such _pleasant _folks, we might have _killed _somepony sneaking up on us like that."

"I-I don't want to hurt either one of you," I stuttered over my words, my voice coming out much frailer than I intended. Flam, the one with the mustache, only laughed at me.

Did _wonders _for my self-esteem.

"Put that down, little missy," Flam chortled at me. "You're going to wind up getting yourself _hurt_."

"We don't want any trouble," I turned in place again and again, trying to keep my eyes on both of them at once. Flim continued to hold the squirming filly in the air, and Flam only smirked at me like… I don't know. It was a hard look to describe, as if he were… gauging me, of sorts.

It made me a _lot _more wary.

"Like we haven't heard _that _before!" Flam laughed far too loudly for it to be natural, which Flim mimicked behind me. I tried scooting over to the side, holding the crowbar up fearfully so that my back was to the wall, but neither of them moved. In fact, Flam seemed even more… relaxed.

"I'm telling the truth," I almost pleaded with him. "Scarlet and I are just lost, we-we're trying-"

The unicorn cut me off with a snickering toss of his head, shaking it back and forth slowly.

"_Scarlet_," he pronounced it slowly, eyeing the suddenly still filly up with a stare that I did not like in the slightest. "_Ohh_. That's such a _lovely _name."

_No._

_Oh, no. No, no no no._

I think the horror started dawning on my face, because Flam turned that look towards me.

"Well, little missy," he inspected the bottom of his hoof lazily. "It seems that you're in a _bit _of a _predicament_. Hmm?"

"Don't hurt her," I brandished the crowbar, keeping an eye on Flim, who had an even stranger look on his face. "Don't you – don't hurt her, don't you _dare_…!"

"Oh, no, _tch!"_ Flam fake-laughed again, clasping his chest with one hoof while he did so. "Why, as if such upstanding gentlecolts such as ourselves would sink to such a _low_. Flim?" he turned to his brother.

"Why, yes, Flam?" he answered with the same false enthusiasm, even bobbing a little with his words.

"Could you _possibly _imagine such a thing, oh brother of mine?"

"Why, _certainly _not! We're honorable and fine!" Flim sneered in a very practiced tone, slowly placing the filly on the ground in front of him.

Flam turned to me with one hoof held out to the side, like he was displaying his worth.

"There, you see?" he beamed at me widely. "Put down that down miss. Don't _make _me tell you again."

I didn't drop the crowbar immediately, instead looking warily back and forth between the brothers. In one swift motion, Flam's horn glowed with a vibrant green flash, yanking the metal bar sharply away from me and tossing it against the floor by the far wall. My breath catching in my chest as I panicked, I slowly drew away from them both, uneager to take my eyes off of either.

Still neither of them moved. Flim remained blocking the only doorway, and I eyed the window desperately.

"Now," Flam said to me in a quieter, more serious tone. "Missy, we can do this the _easy _way, or we can do this the _hard _way. And believe you me, missy, you don't _want _to do this the _hard _way."

It wasn't until he held up a bundle of wires in one hoof that I finally realized what he was getting at. I think the bottom of my stomach dropped out when it hit me like a ton of bricks, and I felt as if I were going to be sick. My face contorted into a grim, hateful and bitter scowl as I cringed with the knowledge, trying to force back the tears and keep myself under control.

"… Not in front of the filly."

My voice was soft and low, but steady.

I don't know quite how, but I guessed – or maybe knew – from that look what he intended.

"... Please."

Flam nodded almost imperceptibly, his overly cheerful demeanor returning instantly.

"Flim, oh brother of mine," he turned with a wide smile to the other unicorn. "Why don't you take young miss Scarlet downstairs and occupy her little mind for a while, eh? I believe that I have some business to discuss with this fine young mare. Yes, _fine _young mare indeed."

Flim started to say something, but his brother only tilted his head a little. It was like there was a silent communication between them, and Flim nodded afterwards. Silently pushing the worried filly out, Flim led her away as Flam wordlessly closed and locked the door behind him.

I don't think I've ever hated the sound of a closing lock quite that much.

"… Now," Flam turned to me with the same seriousness as before, all joy sucked out of his voice. "I'm glad that we can agree that the easy way is the smart way, missy."

"My name is Fluttershy," I corrected him nearly inaudibly, to which he 'tch'd' again.

"You know how this is going to happen, don't you," he said quietly, pacing in front of me. It was more of a statement than a question. I didn't reply, so he continued. "You're going to comply, we're going to do this at whatever pace I decide. I don't care if you fight back," Flam added.

I still said nothing, only pursing my lips as my mind worked furiously in attempt to find a way out.

"To tell the truth, I kind of like it when the fight back. Gives some more life to the act, you know?" he magically extended the length of wire. "But try not to struggle too much. Wouldn't want anything to happen to that sweet, _tender _little filly, now would we?"

"If you hurt her…" I started, but he slapped he hard across the face and sent me reeling against the wall.

"Nopony is going to _have _to hurt anypony if _somepony _can _shut the fuck up,_" Flam growled. "Stick out your hooves."

I choked back my words, tears stinging my eyes. I couldn't look at him as I slowly extended my shaking hooves, a painful mark on my cheek already growing just beneath my eye. It took him only a couple of moments to have magically tied off the knots around my forelegs, keeping them painfully tight. It cut into my flesh as he dragged me toward the generator, tying the other end around both my muzzle and one of the copper pipes.

It really sank in just what was going to happen, and how completely helpless I was to stop it or protect Scarlet in any way other than… this. I hated it, I hated myself for being weak, I hated Flam. I _hated _him, I hated his brother, I hated them both with an intensity that I haven't ever felt before.

I was crying before it even started, and he made sure to lean in close to my face so that I could see his smug smirk of superiority. Like he was more than pleased, like he was… _proud_, that he made me cry.

It only made me hate him more.

Even though I was shaking and bracing myself, it started without warning.

Shortly afterwards, I discovered that I was indeed not Scarlet's mother.

The pain was… excruciating.

My cries of hurt were muffled by the makeshift gag, and he pulled hard at my wings while he thrust into me again and again, like a piston. He jammed into me over and over, hitting me hard when I began to fall to the ground, unable to stand anymore. Everything was sore and aching before long from the literal beating that I was taking, agonizing welts growing hotly wherever he struck me with wire.

And every time I screamed, he smacked me again. It was clear from his words that he was enjoying my suffering as much as he was enjoying himself, but the words started to blur together eventually.

I tried not to – if anything, I didn't want Scarlet to hear the noise. I didn't want her to hear the sound of wet flesh hitting flesh, I didn't want her to hear Flam's countless filthy declarations of what he considered me. I didn't want her to hear me crying.

He picked up pace now and then, going faster or slower depending on how badly I was shaking. If I tried to stay still, he did as much to make me shake as he could, like he was trying to elicit reaction from me. When I did react, it wasn't what he wanted, and he tried another form of punishment.

It wasn't until he was panting and leaning over my back, screwdriver at my throat that it happened.

The sharp tip jabbing into my skin, just starting to draw blood from the painful pressure in one of his hooves seemed to strike right into my mind, piercing right through every mental blockade I had vainly been trying to produce, to find a happy place to block it all out.

Something inside of me… died, right then.

When I realized that Flam never really had any intention of letting me go. He never planned to keep his part of the 'agreement', if I could even call it that. He was going to kill me when he was done, and then there would be nothing left to stop him from getting to Scarlet.

I say that something died, but I don't think that's entirely the case. If anything, something else was born.

The crowbar was too far away for me to reach, and with the screwdriver slowly penetrating my throat, it was only a short matter of time before my death came.

Whereas I had been still the majority of the time, I bucked sharply underneath Flam just as he moved into a more vulnerable position, jerking away from the screwdriver and kicking his legs from underneath him simultaneously. In the same motion, I used my hooves and teeth to loosen the loops around the pipe, partially freeing myself. My muzzle came free, but my hooves remained linked together by wire.

It was all the time I had before being violently kicked in the side.

I let out a feeble scream of pain as I rolled with the kick, Flam charging hatefully after me. I think he just wanted to inflict as much physical pain on me as he possibly could, because he came prepared to strike with a fire in his eyes. I kicked in terror across the floor, making a leap for the crowbar glinting not too far away. If I could just get ahold of the weapon again, I could…

I didn't make it to the crowbar.

My hooves just barely touched it, still strung together with wire when Flam angrily yanked back on my wings, making me scream in agony. He stomped me sharply in the back, hoof slamming into the base of my spine as he yanked harder and harder. Flam wasn't just going to kill me, he was going to tear my wings off.

"You – little – fucking – _slut_!" he seethed through his teeth, making me cry and yell with every blow. I tried to scrabble and crawl away, but I couldn't get any traction on the floor with my hooves. Instead, I kicked up hard from the ground and forcefully turned to the side, taking Flam by surprise. I heard one of my wings snap, but the pain took backseat to the fear of just what he would do to Scarlet if I didn't stop him.

Panting and shaking, I bit him hard in the face. Flam screamed, punching me once – twice – three times in the face before I fell away, landing hard on my back. He kicked at me again, but I rolled and nearly passed out when pressure wen onto my wing. Woozily kicking his legs from beneath him again, I took my opportunity and cast my tied hooves over his head and yanked backwards as hard as I could.

Flam jerked and bucked in denial, but I only squeezed tighter. He made a similar crawl for the crowbar, but I only shoved him against the ground and pulled until I lost feeling in my hooves and his breathing came in short, gasping chokes.

"Just – just _die_," I huffed as I wept, crossing my hooves to tighten my hold around his throat, slamming his head against the floor again and again when I saw the desperate green glow of magic. I wouldn't let him focus long enough for it to work, continuously beating his face against the floor with all my might. He grunted and tried to roll me off, but I just kept choking him and squeezing, harder and harder.

"Die," I sobbed into his neck after my legs began to give out. "_Die_, you son of a _bitch_, just – fucking – _die_."

And die, Flam did. He finally, finally gave one last, gurgling choke and weak kick with his back leg before he finally stopped moving.

0-0-0-0-0

_"Hold still, Fluttershy, dear," Rarity tittered, pinning the dress gracefully in place. "Perhaps it's the wrong lighting…?"_

_"Um, Rarity?" I asked, the unicorn turning to me distractedly. "I know you really like this one, but the straps are a little tight."_

_"How tight?" she asked curiously, magically prying the green dress off._

_"Um, well, I can't feel my hooves anymore."_

_Rarity tittered again, helping me out of the clothing and down from the stand._

_"Thank you kindly, darling. I'll take that into consideration," she smiled at me friendlily, and I was careful that I didn't trip off the stand._

_"Oh, no, thank you, Rarity!" I insisted, a warm feeling blossoming in my chest. "I'm sure that it'll be absolutely lovely by the time you're done. Do you really think I can make it work?"_

_"Dear," Rarity readjusted her bejeweled red glasses with a skeptically raised eyebrow. "You can make anything at all work. My latest work is just the icing on the cake. You'll be fine before the party –"_

0-0-0-0-0

The words drifted away in my ears, and I woozily stood from the floor.

Or tried to, anyway. The extreme elation of memories surging into me, making me giddy and lightheaded didn't help, and I had to lean on the dirty generator to keep from falling over. I vaguely wondered why the act of taking another life made me feel so euphoric. It felt good. In a deep, tingling way. Maybe it was just what had gone on, but I even started to wonder if it was something more than a purely physical reaction, like it was a _perverse _kind of pleasure.

And I felt no guilt this time. None at all.

I felt _satisfaction_.

_That _probably wasn't a good sign, but I didn't have much time to think about it. Spitting out a gobbet of blood and wiping my mouth, I wearily pulled myself from my bondage, grabbed the crowbar from the floor and dragged it after myself.

It wasn't until I got downstairs that my heartbeat went _right _back up again.

Flim and Scarlet were long gone.

0-0-0-0-0


End file.
